Common use of Determination of Amount of Adverse Consequences Clause in Contracts

Determination of Amount of Adverse Consequences. The Adverse Consequences giving rise to any indemnification obligation hereunder shall be limited to the actual loss suffered by the Indemnified Party (i.e. reduced by any insurance proceeds or other payment or recoupment received from any non-Affiliated third party insurance company (not to include captive Subsidiary insurance carriers), realized or retained by the Indemnified Party as a result of the events giving rise to the claim for indemnification net of any expenses related to the receipt of such proceeds, payment or recoupment, including retrospective premium adjustments, if any), and any reduction in Taxes of the Indemnified Party (or the affiliated group of which it is a member) occasioned by such loss or damage. The amount of the actual loss and the amount of the indemnity payment shall be computed by taking into account the timing of the loss or payment, as applicable, using a 10% interest or discount rate, as appropriate. Upon the request of the Indemnifying Party, the Indemnified Party shall provide the Indemnifying Party with information sufficient to allow the Indemnifying Party to calculate the amount of the indemnity payment in accordance with this Section 8(e). An Indemnified Party shall take all commercially reasonable steps to mitigate damages in respect of any claim for which it is seeking indemnification and shall use reasonable efforts to avoid any costs or expenses associated with such claim and, if such costs and expenses cannot be avoided, to minimize the amount thereof.

Determination of Amount of Adverse Consequences. The Adverse Consequences giving rise to any indemnification obligation hereunder shall be limited to the actual loss suffered by the Indemnified Party (i.e. i.e., reduced by the present value (discounted at 8%) of any insurance proceeds or other payment or recoupment received from any non-Affiliated third party insurance company (not to include captive Subsidiary insurance carriers), realized or retained by presently realizable with certainty for the benefit of the Indemnified Party as a result of the events giving rise to the claim for indemnification indemnification), net of any expenses related to the receipt present value (discounted at 8%) of such proceeds, payment or recoupment, including retrospective premium adjustments, if any), and any reduction (or including any increase) in Taxes of the Indemnified Party (or the affiliated group of which it is a member) presently realizable with certainty occasioned by such loss or damage. The amount damage and such loss or damage shall include all Adverse Consequences suffered through and after the date of the actual loss and claim for indemnification (including any Adverse Consequences suffered after the amount end of the indemnity payment shall be computed by taking into account the timing of the loss or payment, as applicable, using a 10% interest or discount rate, as appropriateany applicable survival period). Upon the request of the Indemnifying Party, the Indemnified Party shall provide the Indemnifying Party with information sufficient to allow the Indemnifying Party to calculate the amount of the indemnity payment in accordance with this Section 8(e)8.5. An Indemnified Party shall take all take, if practicable, commercially reasonable steps to mitigate damages in respect of any claim for which it is seeking indemnification and shall use use, if practicable, commercially reasonable efforts to (a) avoid any costs or expenses associated with such claim and, and (b) to minimize the amount thereof if such costs and expenses cannot be avoided, to minimize the amount thereof.